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HomeMy WebLinkAbout25-35 Via Mobility Services for Transportation Services for Eligible Residents of City of Dacono and Town of Firestone 03-26-2025RESOLUTION NO. 25-35 A RE'SOLUTION OF THE BOARD OFTRUSTEES OF THE TOWN OF FIRESTONE, COLORADO, APPROVING AN AGREEMENTBETWEEN THE TOWN OF FIRESTONE AND VIA MOBILITY SERVICES FOR TRANSPORTATION SERVICES FOR ELIGIBLE RESIDENTS OF THE TOWN AND THE CITY OF DACONO WHEREAS, Via Mobility Services ("Via") can provide Iran sportation.for residents of the Town of Firestone ("Town") and the City of Dacono ("Daeono") who are aged 60 or older or have a disability and are registered with Via Mobility Services; and WHEREAS, Via will transport the Town's and Dacono's eligible residents to locations within the Town -aid certain areas outside of the Town as agreed upon by the Town and Via; and WHEREAS, the Board of Trustees finds that Via" s service is of public benefit as it provides transportation services for those eligible residents in need of such services. NOW, THERE FORE, BE ITRESOEVED BYTHE BOARD OF TRUSTEES OFTHE TOWN OF FIRESTONE, COLORADO: The Transportation Services Agreement between the Town of Firestone and Via Mobility Services is approved in substantially the same for as the copy attached hereto and made a part of this resolution and the Mayor is authorized to execute the Agreement on behalf of the Town. IN-l-RODUCED, READ AND ADOPTED this Zteday of March, 2025. 0 ATTEST: VIRE Mir' jranados I.,una, UMC,Town Clerk dy _,,,THIS TRANSPORTATION SERVICES AGREEMENT (the "Agreement"} made and entered into ,_ day of M&gr, 4 this. 2025 (the "Effective Date"), by and between VIA MOBILITY SERVICES ('Via'), a Colorado nonprofit corporation, the TOWN OF FIRESTONE, a Colorado municipal corporation with ;an address of 9950 Park Avenue, Firestone, Colorado 80504 ("Firestone" or "Town") (each a "Party" and collectively the "Parties'). WHEREAS, Firestone requires --the transportation services described in the Statement of Work, Exhibit A; and WHEREAS, Via has held itself out as having the requisite expertise and experience to perform the required transportation services described in Exhibit A. NOW, THEREFORE, for the consideration hereinafter set forth, the receipt and sufficiency of which -are hereby acknowledged, the Parties agree as follows: SCOPE OF SERVICES A. Via will perform the transportation services set forth in the Statement of Work, Exhibit A, for the service areas described in Exhibit A, and Exhibit B as attached hereto and incorporated herein by this reference and known as Transportation Services. Via will also provide the personnel and Management needed to carry out its duties, B. A change in the Statement of Work shall not be effective unless authorized as a modification to this Agreement..If Via proceeds without such written authorization, Via shall be deemed to have waived any claim for additiorial compensation, including a claim based on the theory of unjust enrichment, quantum merit or implied contract. Except as expressly provided herein, no agent, employee, or representative of the Parties is authorized to modify any term of this Agreement, dither directly or implied by a course of action. '11. TERM AND TERMINATION A. This Agreement shall commence on the Effective Date and shall have an initial term of one year from the effective date. Upon expiration of the initial term, this Agreement shall automatically renew for a period of one year. B. Either Party may serve the other, with notice of a desire to amend, supplement, or renegotiate specific section(s) of this Agreement, in whole or in part: Such notice shall be provided in writing by one Party to the other not less than thirty (30) days prior to the proposed effective date. C. Any Party may terminate this Agreement upon thirty (310) days written notice to the other party. Firestone will be responsible for paying Via for its performance up to the effective termination date, Page I of 8 FIRESTONE C 0 L 0 It A D 0 111. COMPENSATION A. In considerationfor its services under this Agreement,'Firestone shall pay Via for its performance of the services described in the Statement of Work according to the Rate and Payment Schedule as described Exhibit C, attached hereto and incorporated herein. A. Via hereby warrants that it is qualified to assume the responsibilities and render the services described herein and has .all requisite corporate authority and professional licenses in good standing, required by law. The work performed by Via shall be in accordance with generally accepted professional practices and the level of competency presently maintained by other practicing professional firms in the same or similar type of work in the applicable community, The work and services to be performed by Via hereunder shall be done in compliance with applicable laws, ordinances, rules and regulations, including the preference for Colorado Labor,set forth in C.R.S. Article 17 Title 8. B. The Town's review, approval or acceptance of, or payment for any services shall not be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement. C. Because the Town has hired Via for its professional expertise, Via agrees not to employ Sub - Contractors to perform any work except as expressly set forth in the Statement of Work. V. RESERVED A INDEPENDENT CONTRACTOR Via is an independent Contractor. Notwithstanding any other provision of this Agreement, oil personnel assigned by Via to perform work under the terms of this Agreement shall be, and remain at all times, employees or agents of Via for all purposes, Via -shall make no representation that it is a Town employee for any purposes. VII. INSURANCE A. Via agrees to procure and maintain, at its own cost, a policy,or policies, of insurance sufficient to insure against all liability, claims, demands, and other obligations assumed by Via pursuant to this Agreement. At a,minimum, Via shall procure and maintain, the insurance coverages listed below, with forms and insurers acceptable to the, Town. 1. Worker's Compensation insurance as required by law. 2. Commercial General Liability insurance, with minimum combined single limits of $1,000,000 each occurrence and $2,000,000 general aggregate. The policy shall be applicable to all premises and operations and shall include coverage for bodiiy injury, broad form property damage, personal injury (including coverage for contractual and employee acts), blanket contractual, products, and completed operations. The policy shall contain a severabilityof interests provision, and shall include the Town and the Town's officers, and employees, as additional insureds. No additional insured Page 2 of 8 Afir,: �s�� FIRESTONE C 0 1. 0 R % 0 endorsement shall contain .any exclusion for bodily injury or property damage arising from completed operations, 3. Commercial Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of not less than One Million Dollars ($1,000,000) each occurrence with respect to each of Via's owned, hired and/or non -owned vehicles assigned to or used in performance of the services. The policy will contain a severability of interests provision. The policy will include coverage for uninsured/underinsured motorists. B. Such insurance shall be in addition to any other insurance requirements imposed by law. The coverages afforded under the policies shall not be canceled, terminated or materially changed without at least 30 days prior written notice to the Town. In the case of any claims -made policy, the necessary retroactive dates and extended reporting periods shall be procured to maintain such continuous coverage. Any insurance carded by the Town, its officers, and its employees Via shall be excess and not contributory insurance to that provided byVia. Via,,shall be solely responsible for any deductible losses under any policy. C. Via shall provide to the Town a certificate of insurance as evidence that the required policies are in full force and effect, The certificate shall identify this Agreement. Vill, INDEMNIFICATION A. Via agrees to indemnify and hold harmless the Town and its officers, insurers, volunteers, representative, agents, employees, -heirs and assigns from and against all claims, liability, damages, losses, expenses and demands, including attorney fees, on account of injury, - loss, or damage, including without limitation claims arising from bodily injury, personal injury, sickness, disease, death, property loss or damage, or any other loss of any kind whatsoever, which arise out of or are in any manner connected with this Agreement if such injury, loss, or damage is caused in whole or in part by, the act, omission, I on, error, professional error, mistake, negligence, recklessness or other fault of Via,' any Sub -Contractor of Via, or any officer, employee, representative, or agent of Via, or which arise out of a workers compensation claim of any employee of Via or of any employee of any Sub -Contractor of Via. Via's liability under this indemnification provision shall be to the fullest extent of, but shall not exceed, that amount represented by the degree or percentage of negljgebor fault attributable to Via, any Sub -Contractor of Via, or any officer, employee, representative, or agent of Via or of any Sub -Contractor of Via. B. If Via Is providing architectural, engineering, surveying or other design services under this Agreement, the extent of Via's obligation to Indemnify and hold harmless the Town may be determined only after Via's liability or fault has been determined .by adjudication, alternative dispute resolution or otherwise resolved by mutual Agreement between the Parties, as provided by C.R.S. § 13-50.5-102(8)(c), 1 IX. RESERVED X MISCELLANEOUS A. Governing Law and Venue. This Agreement shall tie .governed by the laws of the State of Colorado, and any legal action concerning the provisions hereof shall be brought in Weld County, Colorado, Page 3 of 8 RRESTONE C 0 1. 0 R A 0 0 EXHIBIT A STATEMENT OF WORK 1. TRANSPORTATION SERVICES. The transportation services that are the subject of this Agreement (referred to as "Via paratransit services" or "VPT services}") are defined as VWs driver assisted, door-to-door transportation in a wheelchair -accessible vehicle for eligible residents that can be booked by phone to Via or through Via's online portal and 'occurs within the service area. 2. ELIGIBLE RESIDENTS. Eligible residents are defined as residents of the Town of Firestone or the City of Dacono and who (1) are aged 60 and older, or (2) adult residents of any age who have a disability, and (3) are registered with Via as VPT clients. The parties acknowledge that Via's client registration process is based on an honor system, meaning that people may register for VPT services by phone with a Via employee, giving personal information about where they live, their ages, .and disability status; Via accepts such information as true and does not verify it. The parties agree that this is an acceptable process for determining eligibility for receiving VPT services. In addition, Firestone or Dacono may make its own assessment of an individual's eligibility and advise Via that a particular Firestone or Dacono resident is or is not eligible for VPT service and Via will decline service to that individual. The parties may re -define who is an eligible resident at any time by amending this Agreement. 3. SERVICE AREA. The service area includes the town limits of Firestone and the city limits of Dacono and the following destinations located outside of irestone or Dacono's territorial boundaries: a) Those destinations outside of Firestone or Dacono as set forth in Statement of Work Exhibit B which is included herein and made part of this Agreement. The parties may adjust the service area at any time by amending this Agreement. 4. SERVICE DAYS AND TIMES. Via shall provide VPT service on the following days of the week at the following times: a) Mondays, Tuesdays, Wednesdays, Thursdays, and Fridays, unless a day falls on, a federal holiday. b) 8 AM to 3:30 PM, The parries agree that Via may schedule rides to begin at either 8 AM or 3:30 PM, with the result that the beginning of the drive time could begin earlier than 8 AM and that trip may be completed after 3:30 PM. The parties may adjust the service days and times at any time by amending this Agreement. 5'. VEHICLE(S). Via will provide one wheelchair -accessible vehicle with the capacity for at least six passengers (including up to two passengers In wheelchairs) for the VPT services. Via may Page 5 of 8 FIRESTONE C 0 4 0 R A D 0 replace any vehicle it uses for the VPT service at any time with another vehicle of similar passenger capacity. The parties may change the number andlor passenger capacity of vehicles provided for the service at any time by amending this Agreement. 6. EMERGENCY SERVICES. In the event a state of emergency Is declared for the Service Area, Firestone or Dacono may request additional services (ofthe type described in this Agreement, or otherwise within the expertise of Via) to be performed by Via. If Firestone or Dacono requests such additional services, Via shall provide. such services in a timely fashion given the nature of the emergency, pursuant to the terms of this Agreement. Unless otherwise agreed to in writing by the parties, Via shall bill for such services at the rates provided for in this Agreement. Page 6 of 8 FIRESTONE COLOKADO "'a " `: r �` - `t _ ,� � � a� Few •��� � - � '� � �t., t 4 �+,�"",, �. t'k' ♦l7 -! "u+ + "•kiL�� a Y•+ ik r ,��,, ie' .} � � s, �^. �D •, � _-i.lAi�"�i1r^ -rac '�� 'S„ �,' as � g-. � �. .tit '•y-. ��.."„ r` � �; � ,� � _, i ,, EXHIBIT C RATE(S) AND PAYMENT SCHEDULE VPT Services 1. RATE PER SERVICE HOUR. The parties agree that Via Will provide one driver per vehicle. The cost of the VPT service is $95 per service hour for each bus used (see Exhibit A). a) The Town of Firestone Will be responsible for paying Via for services rendered to the City of Dacono, at the rate,as described in Exhibit A. b) The Town of Firestone will seek reimbursement for services utilized by the City of Dacono residents, The service hours include the time each driver assigned to the VPT service spends: ,a) Performing the pre -trip vehicle inspection at the facility where the Via vehicle is parked overnight, In general, the vehicle will be kept overnight in Firestone; but in some instances, the vehicle may have to be kept overnight for maintenance work at Via's main facility at 2855 N. 63rdStreet, Boulder, CO 80301. b) Driving the vehicle to the first scheduled pickup in the service area. c) Taking agreed upon breaks during the VPT service hours, d) Driving from the last drop-off of the day to the agreed upon overnight parking place, or if needed, to Via's main facility. e) Performing the post -trip inspection of the vehicle. 2. INVOICING FOR VPT SERVICES. Via will invoice Firestone monthly. Invoices are,payable within thirty (30) days of receipt. 3. RIDERSHIP DATA. Via will provide Firestone with monthly data on each rider and make the following information available upon request for audit: a) Date of trip, b) Rider name. c) Pick-up and Drop-off location. d) Purpose of reds. e) Mobility condition of rider. Age of rider, Disabilities — general description. h) Total number of persons in rider's household. 1) Riders household income. Ethnicity. Page 8 of 8 FIRESTONE C 0 1­0 R A 0 0